Stephanie C. Hildebrandt - Feb 17, 2022 Form 4 Insider Report for Archrock, Inc. (AROC)

Role: SVP, GENERAL COUNSEL
Signature: /s/ Susan G. Thompson
Stock symbol: AROC
Transactions as of: Feb 17, 2022
Transactions value $: -$56,029
Form type: 4
Date filed: 2/18/2022, 03:37 PM
Previous filing: Jan 31, 2022
Next filing: Mar 7, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AROC	Common Stock	Options Exercise	$0	+26.8K	+9.78%	$0.00	300K	Feb 17, 2022	Direct	F1
transaction	AROC	Common Stock	Tax liability	-$56K	-6.52K	-2.17%	$8.60	294K	Feb 17, 2022	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	AROC	Restricted Stock Units	Award	$0	+26.8K		$0.00	26.8K	Feb 17, 2022	Common Stock	26.8K		Direct	F1
transaction	AROC	Restricted Stock Units	Options Exercise	$0	-26.8K	-100%	$0.00^*	0	Feb 17, 2022	Common Stock	26.8K		Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents an award of performance based restricted stock units, the payout of which was subject to the achievement of total shareholder return relative to the Issuer's peers over the period of January 1, 2019 to December 31, 2021. The award was scheduled to cliff vest on January 25, 2022, following the three year performance period. However, vesting was subject to the Compensation Committee's determination of performance. On February 17, 2022, the Compensation Committee certified that the performance achievement over the measurement period was 168% of target and authorized the vesting of the award. The restricted stock units converted into shares of common stock on a one-for-one basis.
F2	Issuer withheld the maximum allowable shares to satisfy the tax withholding obligations associated with the acquisition and vesting of shares acquired as reported in this Table I.

Content

Represents an award of performance based restricted stock units, the payout of which was subject to the achievement of total shareholder return relative to the Issuer's peers over the period of January 1, 2019 to December 31, 2021. The award was scheduled to cliff vest on January 25, 2022, following the three year performance period. However, vesting was subject to the Compensation Committee's determination of performance. On February 17, 2022, the Compensation Committee certified that the performance achievement over the measurement period was 168% of target and authorized the vesting of the award. The restricted stock units converted into shares of common stock on a one-for-one basis.

Issuer withheld the maximum allowable shares to satisfy the tax withholding obligations associated with the acquisition and vesting of shares acquired as reported in this Table I.